Atmus Filtration Technologies Inc.

Previous wording

The following is our discussion and analysis of changes in our financial condition and results of operations for thethree and six months ended June 30, 2026, compared to thethree and six months ended June 30, 2025.

Current wording

The following is our discussion and analysis of changes in our financial condition and results of operations for thethree and nine months ended September 30, 2026, compared to thethree and nine months ended September 30, 2025.

Previous wording

During 2025, the United States announced changes to U.S. trade policy, including increasing tariffs on imports, in some cases significantly, and potentially negotiating or terminating existing trade agreements. The United States also indicated that tariffs may change and that additional measures are under consideration to be introduced. These tariff and tariff-related measures include potential impacts to the industry in which we operate and the commodities to which our products are exposed. These actions, along with corresponding retaliatory tariffs imposed by other countries on U.S. exports, have led to significant volatility and uncertainty in global demand in both aftermarket and first-fit. In response to these developments, we mitigated the cost impact on our business by employing the exemptions for which we were eligible, such as compliance under the United States-Mexico-Canada Agreement (“USMCA”), adjusting our supply chain, and implementing select price adjustments. In February of 2026, the U.S. Supreme Court held that tariffs imposed pursuant to the International Emergency Economic Powers Act (“IEEPA”) exceeded the statutory authority granted under that law. The ruling, however, did not address the timing, availability or extent of any refunds of previously paid tariffs. On March 4, 2026, the Court of International Trade ordered U.S. Customs and Border Protection to begin the refund process for all importers who were subject to IEEPA duties.

Current wording

During 2025, the United States announced changes to U.S. trade policy, including increasing tariffs on imports, in some cases significantly, and potentially negotiating or terminating existing trade agreements. The United States also indicated that tariffs may change and that additional measures are under consideration to be introduced. These tariff and tariff-related measures include potential impacts to the industry in which we operate and the commodities to which our products are exposed. These actions, along with corresponding retaliatory tariffs imposed by other countries on U.S. exports, have led to significant volatility and uncertainty in global demand in both aftermarket and first-fit. In response to these developments, we mitigated the cost impact on our business by employing the exemptions for which we were eligible, such as compliance under the United States-Mexico-Canada Agreement (“USMCA”), adjusting our supply chain, and implementing select price adjustments. In February of 2026, the U.S. Supreme Court held that tariffs imposed pursuant to the International Emergency Economic Powers Act (“IEEPA”) exceeded the statutory authority granted under that law but did not address potential refunds. On March 4, 2026, the Court of International Trade ordered U.S. Customs and Border Protection to begin the refund process for all importers who were subject to IEEPA duties.

Previous wording

The ultimate outcome, timing and amount of any refund claims remain highly uncertain, and our ability to estimate the potential impact of tariffs and related trade policy developments is limited by the continually evolving tariff and trade policy environment. During the three and six months ended June 30, 2026, we received an immaterial amount of refunds related to IEEPA duties. We continue to evaluate the potential treatment of such refunds, including whether any portion should be returned to customers under applicable contractual terms and commercial arrangements. To the extent any such amounts are returned to customers, they could negatively impact revenue in the period recognized; however, based on information currently available, we expect the net impact on EBITDA to be substantially neutral. We will continue to monitor tariff and trade policy developments and evaluate opportunities to mitigate the impact of tariffs on our business, consolidated results of operations and financial condition.

Current wording

During the three and nine months ended September 30, 2026, we received an immaterial amount of refunds related to IEEPA duties. Under applicable contractual terms and commercial arrangements, substantially all of the refunds received will be returned to customers, with the amounts retained primarily offsetting fees and other impacts. Accordingly, the net impact of the IEEPA duty refunds was not material to our consolidated results of operations, cash flows or financial condition. We will continue to monitor tariff and trade policy developments and evaluate opportunities to mitigate the impact of tariffs on our business, consolidated results of operations and financial condition.

Previous wording

Aftermarket demand remained soft in the first six months of 2026. We continue to be in a period of slow growth in global aftermarkets, and this trend is expected to continue for the remainder of 2026. First-fit demand continues to reflect depressed market conditions with recovery expected in the latter half of 2026.

Current wording

Aftermarket demand remained soft in the first nine months of 2026. We continue to be in a period of slow volume growth in global aftermarkets, and this trend is expected to continue for the remainder of 2026. First-fit market conditions improved, primarily driven by North America, from the depressed conditions in the first half of 2026. Stabilization is expected to continue through the latter portion of 2026.

Previous wording

We have experienced general variability in direct material costs through the first six months of 2026, and various key commodities have been exposed to inflationary pressures. While the costs of our principal materials fluctuate, generally we believe there will continue to be an adequate supply of the materials we use and that they will broadly remain available.

Current wording

We have experienced general variability in direct material costs through the first nine months of 2026, and various key commodities have been exposed to inflationary pressures. While the costs of our principal materials fluctuate, generally we believe there will continue to be an adequate supply of the materials we use and that they will broadly remain available.

Previous wording

Logistics and warehousing costs increased during the first six months of 2026, primarily due to macro-economic conditions and the transition to a standalone distribution network as part of ourseparation from Cummins Inc. (“Cummins”) into a standalone publicly traded company (the “Separation”). Our management team continues to monitor and evaluate all of the factors affecting our supply chain condition and the related impacts on our business and operations, and we continue to minimize any supply chain impacts to our business and to our customers.

Current wording

Logistics and warehousing costs increased during the first nine months of 2026, primarily due to macro-economic conditions. Our management team continues to monitor and evaluate factors affecting our supply chain and the related impacts on our business and operations, and we continue to take actions to mitigate supply chain impacts to our business and our customers.

Previous wording

Labor and people related costs have remained stable with increases primarily driven by annual merit and variable compensation programs.

Current wording

Labor and people related costs have remained relatively stable, with increases primarily driven by annual merit and variable compensation programs.

Previous wording

Additionally, the appreciation of the U.S. dollar against certain foreign currencies had a favorable impact on our condensed consolidated results of operations in the first six months of 2026 due to translation impacts. We remain in a volatile currency environment and as such, there can be no assurances that this trend will continue for the remainder of 2026.

Current wording

Additionally, the appreciation of the U.S. dollar against certain foreign currencies had a favorable impact on our condensed consolidated results of operations in the first nine months of 2026 due to translation impacts. We remain in a volatile currency environment and, as such, there can be no assurances that this trend will continue for the remainder of 2026.

Previous wording

In the historical periods following the Separation until the ending of the transition services agreement with Cummins in September 2025, we incurred additional costs associated with becoming a standalone public company. These expenses and capital expenditures primarily relate to the establishment of functions previously co-mingled with Cummins, such as information technologies, distribution centers, manufacturing and human resources. Under the transition services agreement, Cummins continued to provide certain services related primarily to administrative services. With the conclusion of this agreement, we do not expect to incur any additional one-time expenses or capital expenditures in 2026 or any future periods in connection with becoming a standalone public company.

Current wording

In April 2022, Cummins Inc. (“Cummins”) announced its intention to separate its filtration business into a standalone publicly traded company (the “Separation”). In the historical periods following the Separation through the conclusion of the transition services agreement with Cummins in September 2025, we incurred additional costs associated with becoming a standalone public company. These expenses and capital expenditures primarily related to the establishment of functions previously co-mingled with those of Cummins, such as information technology, distribution centers, manufacturing and human resources. Under the transition services agreement, Cummins continued to provide certain services, primarily related to administrative services. With the conclusion of this agreement, we will not incur any additional one-time expenses or capital expenditures in 2026 or any future periods in connection with becoming a standalone public company.

Previous wording

Net sales were$527.9 million for the three months ended June 30, 2026, an increase of$74.4 million compared to$453.5 million for the three months ended June 30, 2025. The increase in Net sales was mainly due to incremental sales of $42.4 million recorded by Koch Filter, acquired in January 2026, favorable pricing of $12.9 million, favorable impacts of currency of $10.8 million and favorable volumes of $8.3 million. The favorable impact from pricing is primarily driven by normal pricing initiatives and select adjustments as a result of tariffs.

Current wording

Net sales were$510.0 million for the three months ended September 30, 2026, an increase of$62.3 million compared to$447.7 million for the three months ended September 30, 2025. The increase in Net sales was mainly due to incremental sales of $41.9 million recorded by Koch Filter, acquired in January 2026, favorable volumes of $20.6 million, favorable impacts of currency of $5.6 million, and favorable pricing of $3.0 million, partially offset by $8.9 million of tariff refunds payable to customers. The favorable impact from pricing is primarily driven by normal pricing initiatives offset by tariff pricing reductions.

Previous wording

Gross margin was$153.9 million for the three months ended June 30, 2026, an increase of$22.9 million compared to$131.0 million for the three months ended June 30, 2025. The increase in Gross margin was mainly due to favorable pricing of $12.9 million as described above, incremental margin of $10.7 million recorded by Koch Filter, favorable impacts of currency of $3.6 million, favorable volumes of $2.9 million, and a $1.6 million decrease in one-time costs, partially offset by unfavorable manufacturing and other costs of $5.0 million, unfavorable material and freight costs of $3.2 million and an increase in warranty costs of $1.0 million.

Current wording

Gross margin was$154.4 million for the three months ended September 30, 2026, an increase of$25.0 million compared to$129.4 million for the three months ended September 30, 2025. The increase in Gross margin was mainly due to incremental margin of $10.5 million recorded by Koch Filter, favorable volumes of $7.2 million, favorable pricing of $3.0 million as described above, favorable manufacturing and other costs of $2.7 million, favorable impacts of currency of $2.7 million, a $2.5 million decrease in one-time costs, and a decrease in warranty costs of $1.4 million, partially offset by unfavorable material and freight costs of $5.1 million. Gross margin as a percentage of Net sales was 30.3% for the three months ended September 30, 2026, an increase of 1.4 percentage points compared to 28.9%for the three months ended September 30, 2025. The increase in Gross margin as a percentage of Net sales was primarily driven by the items noted above, partially offset by the addition of Koch Filter, which diluted consolidated gross margin percentage.

Previous wording

Selling, general and administrative expenses were$51.7 million for the three months ended June 30, 2026, an increase of$5.6 million compared to$46.1 million for the three months ended June 30, 2025. The increase was primarily driven by higher people-related and consulting expenses and an increase in amortization of internal-use software. Selling, general and administrative expenses as a percentage of Net sales were 9.8% for the three months ended June 30, 2026, a decrease of 0.4 percentage points compared to 10.2% for the three months ended June 30, 2025. The decrease in Selling, general and administrative expenses as a percentage of Net sales was primarily driven by the items noted above increasing at a lower rate in relation to the increase in Net sales.

Current wording

Selling, general and administrative expenses were$52.8 million for the three months ended September 30, 2026, an increase of$6.9 million compared to$45.9 million for the three months ended September 30, 2025. The increase was primarily driven by incremental costs associated with Koch Filter, acquired in January 2026, higher incentive compensation and other people-related costs. Selling, general and administrative expenses as a percentage of Net sales were 10.4% for the three months ended September 30, 2026, an increase of 0.1 percentage points compared to 10.3% for the three months ended September 30, 2025. The increase in Selling, general and administrative expenses as a percentage of Net sales was primarily driven by the items noted above increasing at a slightly higher rate in relation to the increase in Net sales.

Previous wording

Research, development and engineering expenses were$17.9 million for the six months ended June 30, 2026, a decrease of$1.9 million compared to $19.8 million for the six months ended June 30, 2025. The decrease was primarily due to timing of engineering projects. Research, development and engineering expenses as a percentage of Net sales were 1.8% for the six months ended June 30, 2026 a decrease of 0.5% percentage points compared to 2.3% for the six months ended June 30, 2025. The decrease in Research, development and engineering expenses as a percentage of Net Sales was mainly due to the items noted above.

Current wording

Research, development and engineering expenses were$11.4 million for the three months ended September 30, 2026, an increase of$1.4 million compared to $10.0 million for the three months ended September 30, 2025. The increase was primarily due to timing of engineering projects. Research, development and engineering expenses as a percentage of Net sales were 2.2% for the three months ended September 30, 2026, consistent with 2.2% for the three months ended September 30, 2025.

Previous wording

Intangible asset amortization was$2.9 million for the three months ended June 30, 2026, an increase of $2.9 million compared to $0 for the three months ended June 30, 2025. The increase was due to the $2.9 million in amortization of intangible assets acquired in the Koch Filter acquisition.

Current wording

Intangible asset amortization was$2.8 million for the three months ended September 30, 2026, an increase of $2.8 million compared to $0 for the three months ended September 30, 2025. The increase was due to the $2.8 million in amortization of intangible assets acquired in the Koch Filter acquisition.

Previous wording

Interest expense was$13.7 million for the three months ended June 30, 2026, an increase of$5.2 million compared to$8.5 million for the three months ended June 30, 2025. The increase was primarily driven by the increased outstanding borrowings on our credit facility as additional borrowings were made in January 2026 for the Koch Filter acquisition.

Current wording

Interest expense was$13.1 million for the three months ended September 30, 2026, an increase of$4.6 million compared to$8.5 million for the three months ended September 30, 2025. The increase was primarily driven by the increased outstanding borrowings on our credit facility as additional borrowings were made in January 2026 for the Koch Filter acquisition.

Previous wording

Other (expense) income, net was$(0.7) million for the three months ended June 30, 2026, a decrease of $4.2 million compared to $3.5 million for the three months ended June 30, 2025. The decrease in Other (expense) income, net was primarily due to gains recognized in 2025 that did not recur and an increase in the net loss on foreign exchange rate hedging.

Current wording

Other income (expense), net was$0.9 million for the three months ended September 30, 2026, an increase of $2.6 million compared to $(1.7) million for the three months ended September 30, 2025. The increase in Other income (expense), net was primarily due to an increase in interest income and a decrease in the net loss on foreign exchange rate hedging.

Previous wording

Our effective tax rate for the three months ended June 30, 2026 was 22.8%, an increase of 0.9 percentage points compared to 21.9% for the three months ended June 30, 2025. The increase in the effective tax rate is primarily attributable to discrete tax items from foreign tax filings, which is partially offset by a favorable change in the mix of earnings among tax jurisdictions.

Current wording

Our effective tax rate for the three months ended September 30, 2026 was 22.8%, a decrease of 0.8 percentage points compared to 23.6% for the three months ended September 30, 2025. The decrease in the effective tax rate is primarily attributable to a favorable change in the mix of earnings among tax jurisdictions and an increase to U.S. tax incentives and credits.

Previous wording

Net sales were$1,005.4 million for thesix months ended June 30, 2026, an increase of$135.4 million compared to$870.0 million for thesix months ended June 30, 2025. The increase in Net sales was mainly due to incremental sales of $80.8 million recorded by Koch Filter, acquired in January 2026, favorable impacts of currency of $27.2 million, favorable pricing of $21.2 million, and favorable volumes of $6.2 million. The favorable impact from pricing is primarily driven by normal pricing initiatives and select adjustments as a result of tariffs.

Current wording

Net sales were$1,515.4 million for thenine months ended September 30, 2026, an increase of$197.7 million compared to$1,317.7 million for thenine months ended September 30, 2025. The increase in Net sales was mainly due to incremental sales of $122.7 million recorded by Koch Filter, acquired in January 2026, favorable impacts of currency of $32.7 million, favorable volumes of $26.9 million, and favorable pricing of $24.3 million, partially offset by $8.9 million of tariff refunds payable to customers. The favorable impact from pricing is primarily driven by normal pricing initiatives and select adjustments as a result of tariffs.

Previous wording

Gross margin was$290.7 million for thesix months ended June 30, 2026, an increase of$49.2 million compared to$241.5 million for thesix months ended June 30, 2025. The increase in Gross margin was mainly due to incremental margin of $21.7 million recorded by Koch Filter, favorable pricing of $21.2 million as described above, favorable impacts of currency of $9.2 million, a $7.7 million decrease in one-time separation costs, favorable volumes of $2.2 million, and a $2 million decrease in warranty costs, partially offset by unfavorable manufacturing and other costs of $5.8 million, $5.2 million of unfavorable material costs, and unfavorable logistics costs of $4.1 million. Gross margin as a percentage of Net sales was 28.9% for thesix months ended June 30, 2026, an increase of 1.1 percentage points compared to 27.8% for thesix months ended June 30, 2025. The increase in Gross margin as a percentage of Net sales was primarily driven by the items noted above, partially offset by the incremental margins of Koch Filter, which resulted in an unfavorable impact on gross margin percentage.

Current wording

Gross margin was$445.1 million for thenine months ended September 30, 2026, an increase of$74.2 million compared to$370.9 million for thenine months ended September 30, 2025. The increase in Gross margin was mainly due to incremental margin of $32.2 million recorded by Koch Filter, favorable pricing of $24.3 million as described above, favorable impacts of currency of $11.8 million, a $10.2 million decrease in one-time separation costs, favorable volumes of $9.5 million and a $3.4 million decrease in warranty costs, partially offset by $8.7 million of unfavorable material costs, unfavorable logistics costs of $5.7 million, and unfavorable manufacturing and other costs of $3.1 million. Gross margin as a percentage of Net sales was 29.4% for thenine months ended September 30, 2026, an increase of 1.3 percentage points compared to 28.1% for thenine months ended September 30, 2025. The increase in Gross margin as a percentage of Net sales was primarily driven by the items noted above, partially offset by the addition of Koch Filter, which diluted consolidated gross margin percentage.

Previous wording

Selling, general and administrative expenses were$102.7 million for thesix months ended June 30, 2026, an increase of$10.7 million compared to$92.0 million for thesix months ended June 30, 2025. The increase was primarily driven by higher people-related and consulting expenses and an increase in amortization of internal use software. Selling, general and administrative expenses as a percentage of Net sales were 10.2% for thesix months ended June 30, 2026, a decrease of 0.4 percentage points compared to 10.6% for thesix months ended June 30, 2025. The decrease in Selling, general and administrative expenses as a percentage of Net sales was primarily driven by the items noted above increasing at a lower rate in relation to the change in Net sales.

Current wording

Selling, general and administrative expenses were$155.5 million for thenine months ended September 30, 2026, an increase of$17.6 million compared to$137.9 million for thenine months ended September 30, 2025. The increase was primarily driven by incremental costs associated with Koch Filter, acquired in January 2026, higher incentive compensation and other people-related costs. Selling, general and administrative expenses as a percentage of Net sales were 10.3% for thenine months ended September 30, 2026, a decrease of 0.2 percentage points compared to 10.5% for thenine months ended September 30, 2025. The decrease in Selling, general and administrative expenses as a percentage of Net sales was primarily driven by the items noted above increasing at a lower rate in relation to the change in Net sales.

Previous wording

Research, development and engineering expenses were$9.8 million for the three months ended June 30, 2026, a decrease of$0.9 million compared to $10.7 million for the three months ended June 30, 2025. The decrease was primarily due to timing of engineering projects. Research, development and engineering expenses as a percentage of Net sales were 1.9% for the three months ended June 30, 2026 a decrease of 0.5 percentage points compared to 2.4% for the three months ended June 30, 2025. The decrease in Research, development and engineering expenses as a percentage of Net Sales was mainly due to the items noted above.

Current wording

Research, development and engineering expenses were$29.3 million for the nine months ended September 30, 2026, a decrease of$0.5 million compared to $29.8 million for the nine months ended September 30, 2025. The decrease was primarily due to timing of engineering projects. Research, development and engineering expenses as a percentage of Net sales were 1.9% for the nine months ended September 30, 2026, a decrease of 0.4 percentage points compared to 2.3% for the nine months ended September 30, 2025. The decrease in Research, development and engineering expenses as a percentage of Net sales was primarily driven by the increase in Net sales during the period and the decrease in Research, development and engineering expenses items noted above.

Previous wording

Equity, royalty and interest income from investees was$15.2 million for thesix months ended June 30, 2026, a decrease of$1.5 million compared to$16.7 million for thesix months ended June 30, 2025. The decrease was primarily due to lower earnings from our joint ventures in India. These lower earnings were driven by a remeasurement of benefit obligations in India due to recent labor law changes.

Current wording

Equity, royalty and interest income from investees was$22.3 million for thenine months ended September 30, 2026, a decrease of$2.8 million compared to$25.1 million for thenine months ended September 30, 2025. The decrease was primarily due to lower earnings from our joint ventures in India. These lower earnings were driven by a remeasurement of benefit obligations in India due to recent labor law changes.

Previous wording

Intangible asset amortization was$5.8 million for the six months ended June 30, 2026, an increase of $5.8 million compared to $0 for the six months ended June 30, 2025. The increase was due to the $5.8 million in amortization of intangible assets acquired in the Koch Filter acquisition.

Current wording

Intangible asset amortization was$8.6 million for the nine months ended September 30, 2026, an increase of $8.6 million compared to $0 for the nine months ended September 30, 2025. The increase was due to the $8.6 million in amortization of intangible assets acquired in the Koch Filter acquisition.

Previous wording

Other operating expense (income), net was$6.0 million for thesix months ended June 30, 2026, an increase of$6.2 million compared to$(0.2) million for thesix months ended June 30, 2025. The increase was primarily due to transaction costs of $6.3 million associated with the acquisition of Koch Filter.

Current wording

Other operating expense (income), net was$9.8 million for thenine months ended September 30, 2026, an increase of$10.0 million compared to$(0.2) million for thenine months ended September 30, 2025. The increase was primarily due to transaction costs of $6.3 million associated with the acquisition of Koch Filter and charges incurred in connection with a non-recurring supplier settlement.

Previous wording

Interest expense was$27.8 million for thesix months ended June 30, 2026, an increase of$10.9 million compared to$16.9 million for thesix months ended June 30, 2025. The increase was primarily driven by the increased outstanding borrowings on our credit facility as additional borrowings were made in January 2026 for the Koch Filter acquisition.

Current wording

Interest expense was$40.9 million for thenine months ended September 30, 2026, an increase of$15.5 million compared to$25.4 million for thenine months ended September 30, 2025. The increase was primarily driven by the increased outstanding borrowings on our credit facility as additional borrowings were made in January 2026 for the Koch Filter acquisition.

Previous wording

income, net was due to gains recognized in 2025 that did not recur and an increase in the net loss on foreign exchange rate hedging.

Current wording

(expense) income, net was due to gains recognized in 2025 that did not recur and an increase in the net loss on foreign exchange rate hedging.

Previous wording

Our effective tax rate for thesix months ended June 30, 2026 was 22.0%, an increase of 0.4 percentage points compared to 21.6% for thesix months ended June 30, 2025. The increase in the effective tax rate is primarily attributable to discrete tax items from foreign tax filings, which is partially offset by a favorable change in the mix of earnings among tax jurisdictions. Our effective tax rate differs from the U.S. statutory rate primarily due to differences in rates applicable to foreign subsidiaries, withholding taxes and state income taxes.

Current wording

Our effective tax rate for thenine months ended September 30, 2026 was 22.3%, compared with 22.3% for thenine months ended September 30, 2025. Our effective tax rate differs from the U.S. statutory rate primarily due to differences in rates applicable to foreign subsidiaries, withholding taxes and state income taxes.

Previous wording

On January 7, 2026, we entered into an Amended and Restated Credit Agreement (the “2026 Credit Agreement”). Our facilities under the 2026 Credit Agreement provide for $1.5 billion in total availability, which includes a $1.0 billion term loan and a $500 million revolving credit facility. The term loan facility was drawn on fully for the amount of $1.0 billion with proceeds used to refinance the outstanding term loan facility and finance the acquisition of Koch Filter. As of June 30, 2026, we have outstanding borrowings of $1.0 billion on the term loan and no amount was drawn on the revolving credit facility. As a result, we had capacity under our revolving credit facility of $500.0 million as of June 30, 2026.

Current wording

On January 7, 2026, we entered into an Amended and Restated Credit Agreement (the “2026 Credit Agreement”). Our facilities under the 2026 Credit Agreement provide for $1.5 billion in total availability, which includes a $1.0 billion term loan and a $500 million revolving credit facility. The term loan facility was drawn on fully for the amount of $1.0 billion with proceeds used to refinance the outstanding term loan facility and finance the acquisition of Koch Filter. As of September 30, 2026, we have outstanding borrowings of $950.0 million on the term loan and no amount was drawn on the revolving credit facility. As a result, we had capacity under our revolving credit facility of $500.0 million as of September 30, 2026.

Previous wording

Net cash provided by operating activities was$115.9 million for thesix months ended June 30, 2026, an increase of$42.8 million compared to$73.1 million for thesix months ended June 30, 2025. The increase was driven primarily by higher net income adjusted for non-cash items of$24.7 million and lower working capital requirements of $13.5 million. During thesix months ended June 30, 2026, lower working capital requirements resulted in a cash outflow of$27.8 million compared to a cash outflow of$41.3 million for thesix months ended June 30, 2025. The lower working capital cash outflow for the six months ended June 30, 2026 wasmainly due to higher accounts payable, partially offset by higher trade and other receivables and prepaid expenses and other current assets.

Current wording

Net cash provided by operating activities was$213.9 million for thenine months ended September 30, 2026, an increase of$58.7 million compared to$155.2 million for thenine months ended September 30, 2025. The increase was driven primarily by higher Net income adjusted for non-cash items of$38.7 million and lower working capital requirements of $26.1 million. During thenine months ended September 30, 2026, lower working capital requirements resulted in a cash outflow of$6.1 million compared to a cash outflow of$32.2 million for thenine months ended September 30, 2025. The lower working capital cash outflow for the nine months ended September 30, 2026 wasmainly due to higher accounts payable and lower prepaids and other current assets, partially offset by higher trade and other receivables and inventories.

Previous wording

Dividends received from our unconsolidated equity investees were$6.2 million for the six months ended June 30, 2026. Dividends received from our unconsolidated equity investees were$5.7 million for thesix months ended June 30, 2025.

Current wording

Dividends received from our unconsolidated equity investees were$13.0 million for the nine months ended September 30, 2026. Dividends received from our unconsolidated equity investees were$17.8 million for thenine months ended September 30, 2025.

Previous wording

Net cash used in investing activities for thesix months ended June 30, 2026 was primarily used for the$453.9 million acquisition of Koch Filter and capital expenditures. Net cash used in investing activities for the six months ended June 30, 2025 was primarily used for capital expenditures. Our capital expenditures were$25.6 million (of which approximately $1.3 million related to one-time integration capital expenditures) for thesix months ended June 30, 2026 and$24.4 million (of which approximately$6.6 million related to one-time separation capital expenditures) for thesix months ended June 30, 2025, corresponding to approximately 3% and 3% of Net sales for thesix months ended June 30, 2026 and June 30, 2025, respectively.

Current wording

Net cash used in investing activities for thenine months ended September 30, 2026 was primarily used for the$453.9 million acquisition of Koch Filter and capital expenditures. Net cash used in investing activities for the nine months ended September 30, 2025 was primarily used for capital expenditures. Our capital expenditures were$36.4 million (of which $2.3 million related to one-time integration capital expenditures) for thenine months ended September 30, 2026 and$37.6 million (of which$9.5 million related to one-time separation capital expenditures) for thenine months ended September 30, 2025, corresponding to approximately 2.4% and 2.9% of Net sales for thenine months ended September 30, 2026 and September 30, 2025, respectively.

Previous wording

Net cash provided by (used in) financing activities for thesix months ended June 30, 2026 was$384.8 million compared to$(45.9) millionfor thesix months ended June 30, 2025. Net cash provided by financing activities for thesix months ended June 30, 2026 consisted of net debt proceeds of $995.6 million from our term loan, partially offset by payments made in the refinancing of our previous term loan of $570.0 million, withholding taxes paid on stock-based compensation, repurchases of common stock and dividends paid. Net cash used in financing activity for the six months ended June 30, 2025 consisted primarily of repurchases of common stock, dividends paid and payments made on our term loan.

Current wording

Net cash provided by (used in) financing activities for thenine months ended September 30, 2026 was$309.5 million compared to$(88.1) millionfor thenine months ended September 30, 2025. Net cash provided by financing activities for thenine months ended September 30, 2026 consisted of net debt proceeds of $995.6 million from our term loan, partially offset by payments made in the refinancing of our previous term loan of $570.0 million, payments made on our current term loan of $50.0 million, withholding taxes paid on stock-based compensation, repurchases of common stock and dividends paid. Net cash used in financing activity for the nine months ended September 30, 2025 consisted primarily of repurchases of common stock, dividends paid and payments made on our term loan.

Previous wording

We paid dividends of$9.0 million in the first six months of 2026 and$8.3 million in the first six months of 2025. The first quarter 2026 dividend of $0.055 per share, declared on February 9, 2026 for shareholders of record as of February 20, 2026, was paid on March 4, 2026. The second quarter 2026 dividend of $0.055 per share, declared on May 13, 2026 for shareholders of record as of May 26, 2026, was paid on June 10, 2026. The declaration of dividends is subject to the discretion of our Board of Directors and depends on various factors, including our net earnings, financial condition, cash requirements, future prospects and other factors that our Board of Directors deems relevant to its analysis and decision making.

Current wording

We paid dividends of$13.8 million in the first nine months of 2026 and$12.7 million in the first nine months of 2025. The first quarter 2026 dividend of $0.055 per share, declared on February 9, 2026 for shareholders of record as of February 20, 2026, was paid on March 4, 2026. The second quarter 2026 dividend of $0.055 per share, declared on May 13, 2026 for shareholders of record as of May 26, 2026, was paid on June 10, 2026. The third quarter 2026 dividend of $0.06 per share, declared on August 14, 2026 for shareholders of record as of August 27, 2026, was paid on September 9, 2026. The declaration of dividends is subject to the discretion of our Board of Directors and depends on various factors, including our net earnings, financial condition, cash requirements, future prospects and other factors that our Board of Directors deems relevant to its analysis and decision making.

Previous wording

Our total debt was$998.3 million at June 30, 2026 and$570.0 million at December 31, 2025. At June 30, 2026, the weighted-average term of our outstanding long-term debt was 4.6 years. Refer to Note 8, Debt and Borrowing Arrangements, to the Condensed Consolidated Financial Statements for more information on our debt and debt covenants.

Current wording

Our total debt was$948.3 million at September 30, 2026 and$570.0 million at December 31, 2025. At September 30, 2026, the weighted-average term of our outstanding long-term debt was 4.2 years. Refer to Note 8, Debt and Borrowing Arrangements, to the Condensed Consolidated Financial Statements for more information on our debt and debt covenants.

Previous wording

The metrics defined above are not in accordance with, or alternatives for, U.S. GAAP financial measures and may not be consistent with measures used by other companies. The metrics should be considered supplemental data; however, the amounts included in the EBITDA, EBITDA margin, Adjusted EBITDA, Adjusted EBITDA margin, Adjusted earnings per share, Free cash flow and Adjusted free cash flow calculations are derived from amounts included in the consolidated statements of net income and cash flows. We do not consider our non-GAAP financial measures as superior to, or a substitute for, the equivalent measures calculated and presented in accordance with GAAP. Some of the limitations are:

Current wording

The metrics defined above are not in accordance with, or alternatives for, U.S. GAAP financial measures and may not be consistent with measures used by other companies. The metrics should be considered supplemental data; however, the amounts included in the EBITDA, EBITDA margin, Adjusted EBITDA, Adjusted EBITDA margin, Adjusted earnings per share, Free cash flow and Adjusted free cash flow calculations are derived from amounts included in the condensed consolidated statements of net income and cash flows. We do not consider our non-GAAP financial measures as superior to, or a substitute for, the equivalent measures calculated and presented in accordance with GAAP. Some of the limitations are:

Previous wording

(a)Primarily comprised of transaction costs associated with the Koch Filter acquisition and other Information Technology, Human Resources and manufacturing costs related to the integration of Koch Filter. The tax impact of acquisition and integration costs for the three and six months ended June 30, 2026, was $0.3 million and $1.9 million, respectively.

Current wording

(a)Primarily comprised of transaction costs associated with the Koch Filter acquisition and other Information Technology, Human Resources and manufacturing costs related to the integration of Koch Filter. The tax impact of acquisition and integration costs for the three and nine months ended September 30, 2026, was $0 and $1.9 million, respectively.

Previous wording

(b)Primarily comprised of one-time expenses related to Information Technology, warehousing, manufacturing and Human Resources separation costs and the related tax impact of those expenses. The tax impact of one-time separation costs for the three months and six months ended June 30, 2025, was $0.5 million and $2.6 million, respectively.

Current wording

(b)Primarily comprised of one-time expenses related to Information Technology, warehousing, manufacturing and Human Resources separation costs and the related tax impact of those expenses. The tax impact of one-time separation costs for the three months and nine months ended September 30, 2025, was $0.9 million and $3.4 million, respectively.

Previous wording

(c)Amortization expense of the intangible assets acquired in the Koch Filter acquisition were$2.9 million and$5.8 million for the three and six months ended June 30, 2026, respectively. The tax impact of the amortization expense for the three and six months ended June 30, 2026, was $0.7 million and $1.3 million, respectively.

Current wording

(c)Amortization expense of the intangible assets acquired in the Koch Filter acquisition were$2.8 million and$8.6 million for the three and nine months ended September 30, 2026, respectively. The tax impact of the amortization expense for the three and nine months ended September 30, 2026, was $0.6 million and $1.9 million, respectively.

Previous wording

(a)One-time capital expenditures for the three and six months ended June 30, 2026, are primarily comprised of expenditures associated with the integration of Koch Filter. One-time capital expenditures for the three and six months ended June 30, 2025, are primarily comprised of separation related expenditures.

Current wording

(a)One-time capital expenditures for the three and nine months ended September 30, 2026, are primarily comprised of expenditures associated with the integration of Koch Filter. One-time capital expenditures for the three and nine months ended September 30, 2025, are primarily comprised of separation related expenditures.

Previous wording

Accounting for acquisitions requires Atmus to recognize separately from goodwill the assets acquired and liabilities assumed at their acquisition date fair values. Goodwill is measured as the excess of the purchase price over the net amount allocated to the identifiable assets acquired and liabilities assumed. While management uses its best estimates and assumption to accurately value assets acquired and liabilities assumed at the acquisition date, the estimates are inherently uncertain and subject to refinement. As a result, during the measurement period, which may be up to one year from the acquisition date, Atmus may record adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill. The operating results generated by the acquired businesses are included in the Condensed Consolidated Statements of Net Income from their respective dates of acquisition. Acquisition related costs are expensed as incurred. See Note 2, Acquisitions for additional information.

Current wording

Accounting for acquisitions requires Atmus to recognize separately from goodwill the assets acquired and liabilities assumed at their acquisition date fair values. Goodwill is measured as the excess of the purchase price over the net amount allocated to the identifiable assets acquired and liabilities assumed. While management uses its best estimates and assumptions to accurately value assets acquired and liabilities assumed at the acquisition date, the estimates are inherently uncertain and subject to refinement. As a result, during the measurement period, which may be up to one year from the acquisition date, Atmus may record adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill. The operating results generated by the acquired businesses are included in the Condensed Consolidated Statements of Net Income from their respective dates of acquisition. Acquisition related costs are expensed as incurred. See Note 2, Acquisitions for additional information.